Appointment as General Managers Sample Clauses

Appointment as General Managers. On the Completion Date, Xx. Xxxx Xxxx, Xx. Xxxxx Xxxxx and Xx. Xxxxx Torjmane shall each be appointed as General Managers (Directeurs Généraux) in each Target Group Companies (the “General Managers”) in order to operate the day to day business of such companies, under the control of the Presidents and the sole shareholder of such Target Group Companies. Xx. Xxxx Xxxx, Xx. Xxxxx Xxxxx and Xx. Xxxxx Torjmane agree to be appointed and remain General Managers in the Target Group Companies for a fixed period starting on the Completion Date until December 31, 2019 (the “Initial Term”) under the following conditions. During the Initial Term, the Buyer undertakes on his behalf and on behalf of any of the Target Group Companies not to revoke them from their mandates as General Managers, except and only in case of fraud, gross negligence (faute grave) or wilful misconduct (faute lourde) within the meaning of the labor case law of the French final Court of Appeal (Cour de Cassation). However, any General Manager may legitimately resign for medical reason, subject to providing a certificate issued by a French doctor attesting or certifying that such General Manager is no longer able to perform his duties as General Manager for a period exceeding the end of the Initial Term. As long as they remain General Managers, the annual aggregate and gross compensation to be paid by the Target Group Companies in connection therewith shall be of one hundred and ninety-two thousand euros (192,000 €) for each of Xx. Xxxx Xxxx and Xx. Xxxxx Torjmane, and of one hundred and sixty-seven thousand euros (167,000 €) for Xx. Xxxxx Xxxxx. The General Managers shall be entitled to the reimbursement of their reasonable professional expenses (travel, accommodation, restaurant...) consistent with past practice to the extent compliant with the Buyer’s internal policy in that respect. under the same conditions as before the Acquisition.
Sample 1
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Related to Appointment as General Managers

  • Appointment as Adviser The Trust hereby appoints the Adviser to act as investment adviser to each Fund subject to the terms and conditions set forth in this Agreement. The Adviser hereby accepts such appointment and agrees to furnish the services hereinafter described for the compensation provided for in this Agreement.

  • Appointment as Sub-Advisor The Advisor hereby appoints the Sub-Advisor to act as investment adviser for and to manage the Sub-Advisor Assets, subject to the supervision of the Advisor and the Board of Trustees of the Trust, and subject to the terms of this Agreement; and the Sub-Advisor hereby accepts such appointment. In such capacity, the Sub-Advisor shall be responsible for the investment management of the Sub-Advisor Assets. The Sub-Advisor agrees to exercise the same degree of skill, care and diligence in performing its services under this Agreement as the Sub-Advisor exercises in performing similar services with respect to other fiduciary accounts for which the Sub-Advisor has investment responsibilities, and that a prudent manager would exercise under the circumstances.

  • Appointment as Sub-Adviser The Adviser hereby retains the Sub-Adviser to act as investment adviser for and to manage the Sub-Adviser Assets, subject to the supervision of the Adviser and the Board and subject to the terms of this Agreement; and the Sub-Adviser hereby accepts such employment. In such capacity, the Sub-Adviser shall be responsible for the investment management of the Sub-Adviser Assets. The Sub-Adviser agrees to exercise the same skill and care in performing its services under this Agreement as the Sub-Adviser exercises in performing similar services with respect to other fiduciary accounts for which the Sub-Adviser has investment responsibilities.

  • Appointment as Agent 1.1 The Fund hereby appoints DSC Shareholder Services Agent for the Series to provide as agent for the Fund services as Transfer Agent, Dividend Disbursing Agent and Shareholder Servicing Agent and DSC hereby accepts such appointment and agrees to provide the Fund, as its agent, the services described herein.

  • Appointment of Advisors (a) The Parties shall agree to the scope and engagement terms of all joint Advisors to Holdco and/or the Parties in connection with the Transaction. Xxxxxx Xxxx & Xxxxxxxx LLP has been jointly selected by the Parties to represent the consortium in connection with the Transaction as international counsel.

  • APPOINTMENT OF ADVISOR The Trust hereby employs the Advisor and the Advisor hereby accepts such employment, to render investment advice and related services with respect to the assets of the Fund for the period and on the terms set forth in this Agreement, subject to the supervision and direction of the Trust’s Board of Trustees (the “Board of Trustees”).

  • Appointment as Subadviser Subject to and in accordance with the provisions hereof, Manager hereby appoints Subadviser as investment subadviser to perform the various investment advisory and other services to the Fund set forth herein and, subject to the restrictions set forth herein, hereby delegates to Subadviser the authority vested in Manager pursuant to the Management Contract to the extent necessary to enable Subadviser to perform its obligations under this Agreement.

  • Appointment of FTIS The Investment Company hereby appoints FTIS as transfer agent for Shares of the Investment Company, as service agent in connection with dividend and distribution functions, and as shareholder servicing agent for the Investment Company, and FTIS accepts such appointment and agrees to perform the following duties.

  • Appointment of Asset Manager; Acceptance of Appointment The Series hereby appoints the Asset Manager as asset manager to the Series for the purpose of managing the Series #TICKER Asset. The Asset Manager hereby accepts such appointment.

  • APPOINTMENT OF ADVISER The Manager hereby appoints the Adviser to act as an investment adviser for the Fund, subject to the supervision and oversight of the Manager and the Trustees of the Trust, and in accordance with the terms and conditions of this Agreement. The Adviser will be an independent contractor and will have no authority to act for or represent the Trust or the Manager in any way or otherwise be deemed an agent of the Trust or the Manager except as expressly authorized in this Agreement or another writing by the Trust, the Manager and the Adviser.

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